Georgia Middleman of Blue Sky Riders

by Dan MacIntosh

Blue Sky Riders is comprised of Georgia Middleman, her husband Gary Burr, and Kenny Loggins. Together, these three accomplished singers and songwriters have created a trio that revives the heyday of country rock.

Granted, Loggins is the most famous third of this act; but to hear Middleman tell it, this is very much a democratic group, more so than a new musical vehicle for Loggins.

Middleman adds that feminine touch to this vocal/songwriting power trio. And while her songwriting shines along with that of her two band mates, her individual work also stands on its own. She helped write "While He Still Knows Who I Am," one of the most moving songs Kenny Chesney has ever recorded, as well as the barn-burner, upbeat country rock song, "I'm In," which hit for Keith Urban.

Together, these Riders are also extremely fine writers.
Dan MacIntosh (Songfacts): I'd like to talk about the Blue Sky Riders, but also about a couple of other songs that you've written, because this is for Songfacts and we're all about songs and songwriting.

Georgia Middleman: Love it.

Songfacts: You wrote "While He Still Knows Who I Am," which is one of those songs that when I heard it, it just stopped me dead in my tracks, it was just such a great song. I'm sure it must resonate with a lot of people who deal with Alzheimer's, although it never says so in the song. Is that what it's about?

Middleman: Yes, it is.

Songfacts: But maybe you can tell me a little bit about what inspired that song.

Middleman: Yeah. I was in a restaurant with my sister, and there was a going away party for someone in our community here in Nashville who I didn't know very well, but I knew him a little bit. We were outside waiting for our cars, and I saw the party going on in there. He said, "I'm moving away."

He was part of our country music industry here in town. He worked for a publisher, I believe. I said, "What do you mean you're leaving?" He said, "My dad has Alzheimer's and I'm going home to see him while he still knows I am." And I went, "Oh." And then he got into his car and he left.

And it just hit me so hard in the gut when he said that. I turned to my sister and I went, "Oh, my God, that's a song. That is such a song."

I had [songwriter] Tom Douglas in my mind. You know, when you get ideas for songs, you take them to the right people. And I also had an appointment with Dave Berg [another songwriter]. I got together with the two of them, but before we got together, I told both of them the title. I told both of them the title. And as soon as we got in the room, which was I guess a week later, all three of us pulled out a lyric. We all had the title in mind.

I said, "Guys, I don't want to jump ahead, but here's what I was thinking." I pulled out these lyrics because I wanted to be prepared. It was such an important title, and I felt like this could be a really good song. So I pulled out these ideas, and Dave Berg looked at me and he says, "Well, actually, I had some ideas." And he pulled out of his backpack some lyrics. And it was a different take on it. Then Tom Douglas is sitting there with his hand over his eyes, and I thought, Oh, I hope he's not annoyed. Because I hope that we're just going to write this from scratch, that we're all excited. He looked up and then he went, "Well, actually I've got..." and he pulled out his briefcase lyrics.

So all three of us did our homework. Tom had this really cool angle on it. It was about finding a structure at that point: how are we going to write this? And he found this really great structure. So we started writing it from his angle. We wrote it kind of mid tempo. We spent a few days on it, and then we turned it in and our publisher said, "You know, this could be a great song, but it's not there yet." So the three of us agreed to get back together. We were just hashing it out, and Tom walks in - we were writing at Dave's house that day. I think we'd written on it about four or five days at this point, and Tom walks in, he goes, "Guys, I've got it," and he changed it again. And it was perfect. It wasn't finished, but the structure was exactly right. It was a ballad all of a sudden, and it was exactly right. We sat down and finished it with him. It is such a gift, that song. It was just really special.

It's one of those examples of having a really strong, solid idea and just being open. If you have a rigid way of writing when you sit down, you might miss what it could be if you're so intent on what it has to say. We messed with it so much that when Tom finally walked in, and we had turned it on its head so many different ways, it was right all of a sudden. It was like, "Oh, that's what the song is." And it was so evident and clear how to write it.

That's why I'll sit in a writing session and I'll be stuck, and my co-writer will be stuck, and it'll occur to me, We don't have the idea right or the structure, or there's something that's a little askew, that once that line is right, the song will write itself. But you have to be willing to be open to what it could be and not be rigid about it. That's what I'm learning as a songwriter.

Songfacts: How important is it to match the song with the right performer? I've always thought that Kenny Chesney is underrated as far as singing a sad song, because there's the party animal image that he has. And I'm sure a lot of his fans kind of relate to that. But, man, when he sings a song that's sad, nobody's better.

Middleman: Oh, I know. I cried when I heard his recording of this song. He is underrated, and he is brilliant, and he's very thoughtful. He did a film about this album, Welcome to the Fishbowl, and he talked about "While He Still Knows Who I Am." He's so articulate and he's so smart, and he's not just a party animal. It's that other side of him people don't really see, and I didn't know until I saw it. His delivery is beautiful, he's got the nuance. He's really good at what he does.

Songfacts: Well, you talked about writing that song with a couple of other writers. How was it writing with your partners in this group, Blue Sky Riders? You sing so well together, but do you write well together?

Middleman: Yes, we do. We are never for lack of ideas. The three of us, because we are professional writers for a living, our job is to collect ideas. If I have an idea and I don't wake up in the middle of the night to write it down, shame on me, because that's my job. When the ideas come, that's when the gold hits. You don't want to deny those moments. And it may not be as great as you think it is, but it might be. You need to write it down.

So when we show up, the three of us, I've got lists and lists of titles and pieces of music that I've jammed on the guitar and I thought could be an interesting piece for something. So I've got little recordings. And so does Kenny [Loggins] and so does Gary [Burr]. We've all got little pieces of something that we've got stumped on, but it felt like it could be something. The beauty of co-writing, if you can take one of those pieces and show it to the right co-writer, they can show you the way out of that, of being stumped. That's why you have to trust your co-writers. I need to feel faith with my ideas. I don't just throw any idea out to any co-writer. I have to gauge who they are, what they love, and then I pick and choose from my ideas. Once I compare that co-writer a little bit, I get, "I bet they'd get this idea." And if they say, "No, I don't hear that," they're simply not the right co-writer for that song. It's nothing personal.

So it's about matching. Writing with Kenny and Gary, we have very similar instincts. Chances are when one of us lights up, all the others light up. Because it's also knowing when you've got it, and not letting that slide. What we do is throw out a bunch of ideas in the writing room and when it's right, the three of us generally light up. And we know it. That's what's so fun about writing with people that you trust. We're also very honest with each other. If it doesn't sit well, we'll speak up; all three of us will have moments of, "I don't love that." And then it's as simple as, "Well, let's find something we all three love. So let's keep looking." And then when it's right, the three of us love it. So it's pretty cool.

Songfacts: The opening song of the album is "I'm a Rider," which you spelled R I D E R, but it's talking about W-R I T E R, too. It could very easily be W R I T E R.

Middleman: It totally could. We just started writing it. I think the "rider" came out of the fact that our band is called Blue Sky Riders, and we were talking about the journey, how important the journey is more than the destination. It's kind of like riding the sky, that big, blue sky. It's like the world is an oyster, we can do whatever we want with our choices in this life. And we were using the analogy of riding, like riding a horse or whatever it is, riding a train, whatever you're riding, R I D I N G, it's a metaphor for traveling along this journey.

And for us, the music business is a wild damn ride. It's up and down and it's got peaks in it and it's heartbreaking - you don't get a song recorded that you absolutely love. You have to make peace with where you are on that journey. That's why when we were writing the song, initially we were saying, "Halfway home, I'm almost there." And we thought, That's kind of negative. We changed it to, "I'm finally home," meaning wherever we are on this journey, we can feel at peace with where we are and feel at home. Because as traveling musicians, we're always gone and you're home. You have to love where you are, or you wouldn't be doing it. So every place we go, we make it home.

And when the three of us are together in one space, as soon as we start singing together, it's just like any troubles we had, traveling or hardships at airports or whatever, it all goes away because the music is so much fun. So "finally home" is you make peace with wherever you are in your life. And the riding, "I'm a Rider," was an analogy for traveling this world.

Songfacts: How did you deal with the perception some might have that this is Kenny Loggins' vehicle as opposed to a democratic group?

Middleman: Well, it's funny, we go to interviews and they go, "Kenny, you're in the middle." They want to talk to Kenny or they want a photo with Kenny. And what happens at that moment is Kenny goes, "Nope, Georgia's in the middle, Gary's over here." And whenever there's a picture, he goes, "Guys, come on over." Kenny is the biggest cheerleader of this band. He's the one who had the idea to put it together, and he makes sure Gary and I are part of what he's doing. When it's a Blue Sky Rider event, people may assume it's a Kenny Loggins deal, but he's the first one to say, "Nope, here's how it really is." And they may come in thinking it's Kenny Loggins, but they leave going, "Oh, wow, that was Blue Sky Riders."

It's fun, we have to convert them over, me and Gary. We always do. As a trio, we win them over. And it's one show at a time, or one interview at a time. So it's okay, we understand that Kenny's a big star, we understand people getting excited to talk to him or take a picture. We totally understand that. But when it's a Blue Sky Rider event, it may start like Kenny Loggins, but it ends as us, and that makes it okay.

Songfacts: Have you ever been in a group before?

Middleman: Yeah. Growing up in Texas I was in a lot of bands. Hard rock bands and country bands. I was always the lead singer.

Songfacts: Does it fulfill an ambition of yours to be not just the one behind the scenes writing the songs, but actually out on stage singing them?

Middleman: Yeah. It's pretty neat, because I had a record deal about 15 years ago. I came to Nashville to be an artist. My writing was always #1. The reason I wanted to be an artist was because I had songs that nobody was recording and I wanted them to get out there. So I thought, If I get a record deal, I can put them out there. And that's what happened.

And then my record deal didn't fly, so I became a songwriter by trade and I was thrilled to be a songwriter. But there was a fire in me - I was always performing wherever I could, whether they were little cafes or little house parties. I'm a performer anyway, and I was content being a writer for a living and just performing whenever I could on the side. So when Kenny and Gary came along and said, "We want you to be part of this band," it's very weird to suddenly know that that fire in you gets ignited again. And what's really sweet about this is I'm not on my own doing it, and I look to my right and I look to my left every night on stage, and these are my friends, and we share the load. It's really sweet. So I get to do it all now. I get to perform and I get to write the songs.

Songfacts: Why does Joe Walsh get a special thanks in the album credits?

Middleman: [Laughing] Because he's special. He played the guitar solo on "Say I Like It." Kind enough to do that for us.

Songfacts: Peter Asher is the producer. He's a pretty big producer.

Middleman: He's a big deal.

Songfacts: How did that come together?

Middleman: Kenny worked with Peter in the past. I think they had done a record or two together.

Kenny and Gary are very headstrong. Sometimes they disagree on things, and they didn't want me to be in the middle. Kenny said, you know what, let's get an arbitrator in here. And he said, "I know just the guy." He called Peter Asher, and he said, "Peter, would you be interested in co-producing this record with us?" He sent him the music, and Peter's so incredible at what he does, we were so excited in hoping he would come on board, and he did. He loved what he heard on the demos. He said, "Yeah, I'm in. Let's do this."

In the studio, he was way more than an arbitrator. Kenny and Gary did have some disagreements about things, but it never got heated. But Peter weighed in, I weighed in, and there were four voices deciding which way to go. Peter is creative in the studio, and it was so much fun working with him. It was amazing. He's really good at what he does. So he was a great producer.

Songfacts: I want to round things out by talking about some of your other songs, because Songfacts is so much about songs - we like to get the stories behind particular songs. Your biggest song as a songwriter is "I'm In."

Middleman: Yes.

Songfacts: You wrote that with Radney Foster. How did that all come together?

Middleman: I was new at Polygram. That was my first writing deal. I was in the tape room one day and Radney Foster walked in. I always thought he was great, and being a new writer, it was a new job for me, and my first staff writing position. I didn't want to be presumptuous by asking Radney Foster to write, but I wanted to meet him. So I was standing there looking at some tapes, and Radney came over and he goes, "Are you Georgia Middleman?" And I went, "Yeah." He had been writing there for years at that point, and he said, "You know, someone told me you and I would do well together if we wrote together. Would you like to try some time?" And I went, "Uh huh." That was really easy.

I think it was Steve Williams, he was A&R at Arista, he's the one that knew my work, and he told Radney, "You guys would be good together." So Radney and I got together, and I was really nervous. I want to be prepared when I co-write with people - I don't want to waste their time - but the night before, I didn't have the big idea to give him.

I thought, "I don't know what he's going to like," so I went to a movie and I saw Good Will Hunting. And in the movie there was a scene where Robin Williams tells Matt Damon: "You know what, if you want to make something of your life, I'm in." And I just thought, "I'm In" is such a neat title. So I pulled out my little notebook during the movie and I wrote "I'm in."

Songfacts: During the movie?

Middleman: Yeah, during the movie. I just wrote I apostrophe m in.

Songfacts: You must be annoying to go to movies with.

Middleman: No, no. [Laughing] But now I'm married to a songwriter. It's double annoying. So I got together with Radney, and I said, "All I have here is, 'If you need a love and a friend,' because this could be a love song." And he went, "I love it." And he pulled out his guitar and he started jamming on this groove. We just started writing it.

We were halfway through, we got the first verse and chorus, and we stopped, and he said, "This could be on my record. I'm making a record right now. This could make my record. What are you doing tomorrow?" And I said, "I'm writing." He said, "Cancel it." And he said, "I'm going to cancel my co-write." And I said, "Okay."

I was so excited that he was interested in recording it, so the very next day I showed up with tons of lyrics. He was like, "No, not that, not that. Oh, that's good." And he said, "But let's do this." We wrote the second half of the song, and we finished it. He cut it, and then about six years later, he recorded on The Kinleys, he was making a record for Sony, and that was really cool. It got up to 35 on the chart.

And then years after that Radney called me out of the blue and he goes, "Oh, my God, get this. Keith Urban is teaching our song to his band." And I went, "Why?" I said, "Is he going on tour?" And he goes, "He's making a record." I couldn't believe it. He recorded it, but a lot of artists over-record. They record more than they need, so you hope it makes the record. And then you hope it makes the radio as a single. And we just got really, really lucky.

And that song, every time my car broke down in my life, that song paid for the next car. [Laughing] So when The Kinleys recorded it I was so desperate for a new car, and it got to 35 so it could afford me a nice new used car. And years later that car started dying, and I'm like, Please, God, how am I going to afford another car? And that's when I got the call about Keith Urban. That's the beauty of a copyright.

Songfacts: Your song "When The Right One Comes Along" was on the show Nashville. I've been dying to talk to somebody that's somehow involved with that show just to get an artist's perspective on what that show has done for songwriting and music and country music. What is your take?

Middleman: My take on it is that they really shine a light on the songs. Not only do they put it in the show when they find these songs, they do something called an ABC Lounge Spotlight on the songs after the show's over, so you could go online. When I moved to Nashville, I always believed the song is the star. It's not about the artist. The artist is the messenger for bringing that song out into the spotlight, but the song is the star. And that show is really taking that seriously. They're putting out soundtracks of the songs - they put out the first season, and they're going to keep doing that. It's been a wonderful new vehicle for the songwriters in town to know that there's that avenue for this national TV show that's looking for your songs. It's been pretty great.

And the way they film the show... Nashville, it's a very sophisticated town, and people who don't know Nashville don't always know that. They think we're hicks. It's so funny, because I did a writing retreat in Europe once and they said, "Hey, it was good to have you folks here from Nashville!" I'm like, "We don't talk like that, ma'am."

What was funny about it is that it's very sophisticated, and that show is really shedding light on that. It's a beautiful city and it's a fun town, and they're hitting all the right spots in terms of locations. I recognize every scene. I've been there here in Nashville, and I think it's really bringing Nashville into the national spotlight in terms of this town. Which is good.

Songfacts: I know T-Bone Burnett is involved in the music for the show. Did he green light your song being used?

Middleman: That's a good question. I don't know how that happened, to be honest with you. I wrote the song with a duo called Striking Matches, and I loved it when we wrote it. They auditioned for someone who was casting for songs for that show, whoever the music director was, and T-Bone got involved. I don't know if he was there at the front end, but he definitely produced the song and got involved later, if not at the fore. But I'm just really happy it got through.

Joe Nichols recorded the song "It's All Good," which Georgia wrote with Gary Burr, as the title track for his 2011 album.
Songfacts: I want to talk about another one of your songs, it's one that Joe Nichols recorded: "It's All Good."

Middleman: I love that song.

Songfacts: I have to ask you, though, have you ever heard Bob Dylan's song of the same name?

Middleman: Uh uh. A song called "It's All Good"?

Songfacts: Yeah. But Dylan was having some fun with the phrase and how people use it. He sings, "It's all good," and then he talks about all the bad things that are going on: "But it's like they say, it's all good." But, of course, your song probably came before the popularity of the phrase.

Middleman: Actually, it was because of the phrase that we wrote it.

Songfacts: Oh, really?

Middleman: I knew people who would always say, "It's all good! It's all good!" So I was like, Oh, that would be a good song. Might be a country song. Yeah. Bob Dylan wrote it, so he must have written it years ago.

Songfacts: Well, not that long ago.

Middleman: Oh, he didn't?

Songfacts: It's from a few albums back [Together Through Life, released in 2009]. It's fun to hear how he took that phrase into an entirely different direction.

Middleman: I'd love to hear that. I know that there's a single out now called "It's All Good" on country radio. It's not our song. And that's the hard part of writing a colloquial phrase in the business, because you know other people are going to write it, too, so you just hope you write it better than anybody else and you hope it gets through and gets on a record. So this guy, Joe Nichols, he was the title track for his album and we were really excited, and then he left that label, so the record was dead in the can. So we never really got any single on it or anything.

Songfacts: When you think about songs on the Blue Sky Riders album, what songs are your favorites and why?

Middleman: That is a hard one. We talk about writing a saying. There's a saying that Gary and I always say to each other, which is the title of the song "You're Not The Boss Of Me." We're married, but we were dating at the time when we were making this record, and we always are really snarky with each other: "Well, you're not the boss of me, you can't tell me what to do." We took that line and we made it sloppy on the record. That's one of my favorites, because it's just so snarky and it's so much fun. The groove is really rockin'. It's like a soulful New Orleans groove. That's one of my favorites, and I love playing it on stage because you can dance to it.

I love "Dream" because it says so much and it really hits home for me, because any time anyone tells me I can't do something, that's the first thing I do. And when somebody said to Kenny, "You're too old to do this band," he came to us and he went, "Uh uh, we're doing this, we're going to do it anyway. We're not too old." And our listeners and our fans, a lot of them are middle age, and they're reinventing their careers, they're finding a new career. And you're never too old to start over. It's such an important message to me, and that's why I love that song.

Even in Nashville when I write with 20-year-old girls, they think that if they don't get their record deal now, they'll never get it - they feel too old. And it's like, God, at every age that resonates with people that they feel too old to dream, and it's just not true. And that's why I love that song.

Songfacts: The song that's been going through my head is "Another Spring." I really like that tone.

Middleman: That's nice. Thank you.

Songfacts: Whose idea was that one?

Middleman: That was Kenny's idea. He lives in Santa Barbara and they had some wildfires. He was bike riding one day and he said all the plants and the trees, the bushes, they were charred - he was riding through black. He stopped his bike and he looked down, and out of one of the bushes there were green sprigs coming out of the black, charred branches. And he went, "Oh, my God, it's amazing how much nature wants to renew itself. And it will." And he said, "It'll probably take another spring, but we're going to get the wildlife back, we're going to get these trees back." He said, "It's kind of like life. Nature wants to renew itself, people want to renew themselves."

He came to us with the idea of, "it'll probably take another spring," and we wrote it as an analogy to opening yourself back up to life after you feel like you've died.

Songfacts: Do you think Kenny Loggins is underrated as a songwriter? He was always the guy with the pop star looks.

Middleman: I can't speak for the public, but based on his catalog of work, I don't think so. I think people know how good he is. There's hit after hit, and there are so many different kinds of songs that he's written that have become so popular, I feel like people know. I certainly did before I ever met him. He just seemed like a genius at songwriting because he could do so many different things as a writer. So I don't think so. I don't think he's underrated. I think people pretty much get who he is.

June 20, 2013. Get more at
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Comments: 1

  • Chris from Spring CityGeorgia...great interview. Miss being around you. Glad you and Gary are doing so well together.
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